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ACCU Constitution

The ACCU Constitution

1 Title

1.1

The name of the Association shall be the ACCU.

2 Aims and objects

2.1

The aims of the Association shall be to promote interest in software development by means of a regular newsletter, the maintenance of such electronic resources (e.g. Internet Point of Presence and WorldWideWeb pages) as are deemed appropriate by the Committee, and such other activities as the Committee may, from time to time, deem suitable.

3 Affiliation

3.1

The Association may be affiliated to other clubs or associations of similar aims, and may accept affiliation from such bodies.

4 Membership

4.1

There shall be two classes of membership of the Association. These shall be Individual and Corporate. Individuals may hold Individual membership. Companies and Institutes may hold Corporate membership. Individuals providing proof of full-time education, unemployment or retirement are eligible for a discount on membership fees.

4.2

The Committee may withhold membership from any individual or body without giving reasons, but the individual or body may put their case to the next General Meeting of the Association, which may over-rule the Committee's decision. Similarly, the Committee may terminate in writing the membership of any member or body whose conduct they consider to be detrimental to the interests of the Association, subject to appeal to a General Meeting of the Association.

4.3

Members or Bodies may terminate their membership at any time by written notification to the Membership Secretary.

4.4

Individuals may be granted Honorary Individual Membership for outstanding service to the Association or the software development community at large. Nominations for Honorary Membership should be made in writing to the Secretary; and should state the case for eligibility. The Committee shall decide the suitability of the nominee. Honorary Members shall not be required to pay a subscription, but may be subject to fees for the use of Association facilities where appropriate. All other rights and privileges are as those for Individual Members.

5 Committee and Officers

5.1

The day to day business of the Association shall be managed by a Committee, subject to the final authority of a General Meeting of the Association. The Committee shall be empowered to act without reference to a General Meeting, providing that such action is within these Rules and that there is no motion on that action pending for discussion at a General Meeting.

5.2

The Committee shall consist of the following: Officers: Chair, Secretary, Treasurer, and Membership Secretary. Non-executive Committee Members: A maximum of eight members, plus one member for every five hundred Individual Members registered with the Association on the date of the Annual General Meeting.

5.3

The committee shall be elected according to the following rules:

5.3.1

Members of the Committee shall hold office from the date of appointment until the next Annual General Meeting, and shall be eligible for re-election.

5.3.2

Elections for vacant committee positions will be held at each General Meeting.

5.3.3

Any member of the Association can stand as a candidate for election to any role on the committee. Any such member shall notify the Secretary in writing (letter or email), including names of a nominating member and a seconder, on or before the Proposal Deadline (described in "Section 7 - General Meetings"). The same person cannot stand for more than one role in the same election.

5.3.4

[ Note: The rules in the section govern the case when no candidate for an Officer position can be elected, or no candidate is available. —end note ]

5.3.4.1

If no candidate for an Officer position is nominated according to the procedure in 5.3.3, the committee can accept a proposal up to the draft agenda deadline (to be voted on in accordance with the proposal rules above) that members should, for that year only, elect that Officer at the General Meeting by taking votes from the floor.

5.3.4.2

If no candidate for an Officer position is nominated according to the procedures in 5.3.3 or 5.3.4.1, nominations for a Caretaker Officer to fill the vacancy can be taken from the floor.

5.3.4.3

Should any Officer resign or cease to act during the life of the Committee, or a vacancy otherwise arise, the Committee shall have the power to co-opt a member of the Association as a Caretaker Officer to fill the vacancy.

5.3.4.4

The duty of a committee with at least one Caretaker Officer will be to organise a new election for that role. In the meantime, that committee will be limited to ordinary administration of the organisation.

5.3.5

Members of the committee will be chosen by simple majority of votes, cast as described in "Section 8 - Voting Procedures".

5.3.6

All members will be notified about lists of candidates by the secretary on or before the Draft Agenda Deadline for the General Meeting for which they are proposed.

5.4.1

Should any Non-executive Committee Member resign or cease to act during the life of the Committee, or a vacancy otherwise arise, the Committee shall have the power to co-opt a member of the Association to fill the vacancy.

5.4.2

The Committee shall have the power to co-opt any member of the Association for a particular service. Co-optees shall have voting rights on matters pertaining to the service for which they were co-opted.

5.5

The Committee shall have the power to fix the rules under which it transacts its business, save the following:

5.5.1

A quorum shall consist of one-third of the currently serving members of the Committee, at least one of whom must be an Officer.

5.5.2

Committee meetings are held at the Chair's discretion, except that a meeting must be held if requested by two or more members of the Committee.

5.5.3

Any resolution passed by a majority of the members present and voting at a meeting of the Committee shall be the decision of the Committee. In the event of the voting being tied, the presiding member shall have an additional or casting vote.

5.6

The functions of the Officers are as follows:

5.6.1

The Chair shall preside over meetings of the Association and its Committee, and shall be responsible to the Members for the conduct of the Association.

5.6.2

The Secretary shall cause adequate records to be kept of the proceedings of the Committee and General Meetings of the Association. This Officer shall also be responsible for the notification of Meetings and circulation of relevant documents. In the absence of the Chair, the Secretary may deputise.

5.6.3

The Treasurer shall take charge of the funds and all receipts of the Association and shall pay all demands under the authority of the Committee. He shall render full and complete accounts at each audit, and whenever required to do so by resolution of the Committee or General Meeting. He shall also be responsible for the maintenance of records of plant and equipment belonging to the Association.

5.6.4

The Membership Secretary shall be responsible for maintaining a current list of the membership of the Association.

6 Subscriptions

6.1

The Association's year of accounts shall end on 31st December. The Association shall have a rolling membership year.

6.2

All Individual and Corporate Members, with the exception of those granted Honorary status under clause 4.4, shall pay an annual subscription at a rate to be fixed by the Committee of the Association. A person applying for membership shall become a member from the date their application is received by the membership secretary. Their renewal date shall be based on their application date, adjusted by the membership secretary to a suitable end of month date, within one month of their application date.

6.3

Existing members shall be allowed a period of grace of four weeks following the end of their membership year, during which they may retain their membership pending renewal. Members may renew after this time but will not be entitled to any missed journals that may have been produced by the Association. If a member fails to renew with two months of the end of their membership year, their membership is deemed to have been cancelled.

6.4

The Committee shall have the power to set charges on the provision of special facilities and events for those participating and/or benefiting.

7 General Meetings

7.1

The Annual General Meeting of the Association shall be held each year within eight months of the start of the year of accounts.

7.2

Special General Meetings of the Association shall be held at the discretion of the Committee or whenever 25 or more members individually demand so in writing.

7.3

There are several deadline dates associated with a General Meeting. They are defined here, and referred to by name elsewhere in the constitution: Announce Deadline: 90 days before the GM Proposal Deadline: 60 days before the GM Draft Agenda Deadline: 42 days before the GM Agenda Freeze: 28 days before the GM Voting Opens: 21 days before the GM

7.4

Notice of the Annual General Meeting shall be communicated to the Membership on or before the Announce Deadline, but accidental failure to give all or some of the members due notice shall not automatically invalidate the proceedings.

7.5

Notice of a Special General Meeting, stating the business for which it is called, shall be communicated to the Membership on or before the Announce Deadline, but accidental failure to give all or some of the members due notice shall not automatically invalidate the proceedings.

7.6

Notices of Motion, duly proposed and seconded, must be lodged with the Secretary on or before the Proposal Deadline. All members will be notified about the draft list of motions on or before the Draft Agenda Deadline. Following discussion by the membership the motions can then be altered (or withdrawn) until the Agenda Freeze date, after which no further changes will be allowed. The final version of the motions will be notified to members on or before the Voting Opens date, at which point the voting period begins.

7.6.1

The committee can, at its sole discretion, accept new motions or modification/withdrawal of those already proposed ones until the voting period begins. No motions can be added or altered after that time with the exception stated at 7.6.2.

7.6.2

Motions that don't affect the running of the organisation can be accepted from the floor at the presiding member's discretion.

7.7

Voting on the Motions will proceed as described in "Section 8 - Voting Procedures". Any motion which amends or adds to this constitution will be passed if two thirds of votes are in favour. All other motions will be approved by a simple majority.

7.8

At General Meetings, a quorum shall consist of 10 voting members.

7.9

The Honorary Auditor shall be appointed by the Annual General Meeting.

8 Voting Procedures

8.1

Each individual member shall have the right to one vote. Voting by Corporate bodies is limited to a maximum of four individuals from that body. The identities of Corporate voting (and non-voting) individuals must be made known to the Chair before the vote. All individuals present under a Corporate Membership have speaking rights.

8.2

Votes may be cast either in person, or by any of the following proxy means:

8.2.1

By pre-registering a vote in writing with the Secretary.

8.2.2

By pre-registering a proxy voter in writing with the Secretary. The proxy voter will cast the vote in person on their behalf.

8.2.3

By any other means that the committee make available for this purpose.

8.3

Some of the voting mechanisms in section 8.2 may need to close before the meeting, to allow sufficient time for the votes to be collated. Deadlines will be chosen by the Committee, and notified to members in the announcement that opens the voting period.

8.4

The presiding member shall have a casting vote for use in the event of a tied decision.

9 Special Interest Groups

9.1

The Association Committee shall be empowered to form Special Interest Groups for the purpose of enhancing the aims of the Association. Membership of a Special Interest Group shall be open to any Member of the Association on payment of any fees which may be set by the Association Committee under Rule 6.6.

9.2

The Special Interest Group shall be operated by one or more organisers co-opted by the Association Committee for the purpose under Rule 5.4.2. The names of all Special Interest Group organisers shall be presented to the Annual General Meeting for approval before co-option for the following year.

9.3

The organiser(s) shall be responsible to the Association Committee for the day to day operations of the Special Interest Group. The organiser(s) may obtain assistance from SIG participants, but these assistants shall not have co-opted status on the Association Committee and the SIG organiser(s) will be responsible for their activities. The collection of fees and the maintenance of membership records remain the province of the Treasurer and Membership Secretary of the Association.

9.4

The Association Committee shall have the right to terminate the activities of a Special Interest Group, subject to an appeal to a General Meeting of the Association as detailed under section 7.

10 Interpretation

10.1

In these rules (unless such extensions are inconsistent with the context) the word 'Association' shall mean the organisation identified in Rule 1.1. 'Member' and 'Individual Member' shall mean an ordinary member of the Association. 'Body' shall refer to Companies or Institutions holding Corporate membership of the Association. 'Committee' shall mean the Committee of the Association. No presumption of gender is intended.

10.2

In any case of doubt as to the meaning of a rule or its applicability to a particular matter, the Committee shall have the power to decide the issue, subject to the approval of the next Annual General Meeting.

11 Amendment of the Constitution

11.1

This Constitution can only be amended or added to by a resolution of a General Meeting, where two thirds of votes are in favour. Votes are cast as described in "Section 8 - Voting Procedures".

12 Surrender of books and papers

12.1

Any member or ex-member who has the custody of any software, books, documents, records, property or monies belonging to the Association shall on request from the Committee or General Meeting surrender them to the Association.

13 Dissolution of the Association

13.1

28 days notice of any proposal to dissolve the Association shall be given in writing to all the members of the Association and the proposal shall be considered at a General Meeting (which may be called specially under 7.2 above). To be effective, a formal resolution to dissolve the Association must be carried by a vote of at least two thirds of those members present and eligible to vote.

13.2

Upon the dissolution of the Association, the property of the Association shall be disposed of at open auction and the proceeds, together with any pecuniary assets of the Association, shall be used to pay off all debts owed by the Association, and the balance shall be donated to a charity nominated at the closing General Meeting.